Owens Corning
For the period ended Apr 14, 2026. Filed Mar 13, 2026.
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Apr 14, 2026 · Filed Mar 13, 2026
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934 (Amendment No. __)
| Filed by the Registrant ☒ | Filed by a Party Other Than the Registrant ☐ |
|---|
Check the appropriate box:
☐ Preliminary Proxy Statement
☐ Confidential, for Use of the Commission Only (as Permitted by Rule 14a-6(e)(2))
☒ Definitive Proxy Statement
☐ Definitive Additional Materials
☐ Soliciting Material Pursuant to §240.14a-12
Owens Corning
(Name of Registrant as Specified in its Charter)
(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)
Payment of Filing Fee (Check all boxes that apply):
☒ No fee required
☐ Fee paid previously with preliminary materials
☐ Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11
NOTICE OF ANNUAL MEETING OF
STOCKHOLDERS AND PROXY STATEMENT
Tuesday, April 14, 2026
9:00 a.m. Eastern Time
Virtual Meeting
webcast at www.virtualshareholdermeeting.com/OC2026
This Proxy Statement, the accompanying proxy card and our 2025 Annual Report will be made available on or about March 13, 2026 to stockholders of record as of February 17, 2026.
HOW TO VOTE
Stockholders have a choice of voting on the internet, by telephone, or by mail using a traditional proxy card or voting instruction card. Please refer to the proxy card or other voting instructions included with these proxy materials for information on the voting methods available to you. If you vote on the internet or by telephone, you do not need to return your proxy card.
VIRTUAL ANNUAL MEETING AND ADMISSION
We have decided to hold the 2026 Annual Meeting of Stockholders (the “Annual Meeting”) virtually because hosting a virtual Annual Meeting enables greater stockholder attendance and participation from any location, improves meeting efficiency and our ability to communicate effectively with our stockholders, provides for cost savings to Owens Corning and our stockholders, and reduces the environmental impact of our Annual Meeting. You will not be able to attend the Annual Meeting physically in person.
We are providing these proxy materials in connection with the solicitation by the Board of Directors (the “Board”) on behalf of Owens Corning, of proxies to be voted at the Annual Meeting and at any adjournment or postponement thereof. On or about March 13, 2026, these proxy materials are being distributed to stockholders. Stockholders holding shares at the close of business on the record date of February 17, 2026 will be able to attend the Annual Meeting, vote, and submit questions in advance of the meeting by visitingwww.virtualshareholdermeeting.com/OC2026. To participate in the Annual Meeting, you must have your sixteen-digit control number that is shown on your proxy card or your voting instruction form.
HELP US REDUCE PRINTING AND MAILING COSTS
If you share the same last name with other stockholders living in your household, you may receive only one copy of our Notice of Annual Meeting of Stockholders and Proxy Statement and accompanying documents. Please see the response to the question “What is ‘householding’ and how does it affect me?” in the Questions and Answers About the Annual Meeting and Voting section for more information on this stockholder program that eliminates duplicate mailings.
OWENS CORNING
One Owens Corning Parkway
Toledo, Ohio 43659
Notice of Annual Meeting of Stockholders
| TIME AND DATE: | 9:00 a.m. Eastern Time on Tuesday, April 14, 2026 |
|---|---|
| PLACE: | Virtual Annual Meeting webcast at www.virtualshareholdermeeting.com/OC2026 |
| PURPOSE: | 1.To elect the nine director nominees listed in the accompanying Proxy Statement.2.To ratify the selection of PricewaterhouseCoopers LLP as our independent registered public accounting firm for 2026.3.To approve, on an advisory basis, our named executive officer compensation.4.To transact such other business as may properly come before the Annual Meeting or any adjournment or postponement of the Annual Meeting. |
| RECORD DATE: | You can vote if you were a stockholder of record at the close of business on February 17, 2026. |
| ANNUAL REPORT: | Our Annual Report for the Fiscal Year Ended December 31, 2025 (“2025 Annual Report”) is enclosed with these materials as a separate booklet. |
| PROXY VOTING: | It is important that your shares be represented and voted at the Annual Meeting. You can vote your shares on the internet, by telephone, or by completing and returning your proxy or voting instruction card. See details under the heading “How do I vote?” in the Questions and Answers About the Annual Meeting and Voting section. |
| IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE ANNUAL MEETING OF STOCKHOLDERS TO BE HELD APRIL 14, 2026: The Notice of Annual Meeting of Stockholders, Proxy Statement and 2025 Annual Report are available at https://materials.proxyvote.com/690742 and https://investor.owenscorning.com/proxy. |
By order of the Board of Directors,
Gina A. Beredo
Chief Administrative Officer and General Counsel
Toledo, Ohio
March 13, 2026
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.